Form 8.3 - Ageas SA/NV

Citadel Group
15 March 2024
 

FORM 8.3

 

PUBLIC OPENING POSITION DISCLOSURE/DEALING DISCLOSURE BY

A PERSON WITH INTERESTS IN RELEVANT SECURITIES REPRESENTING 1% OR MORE

Rule 8.3 of the Takeover Code (the "Code")

 

1.         KEY INFORMATION

 

(a) Full name of discloser:

Citadel Group

(b) Owner or controller of interests and short positions disclosed, if different from 1(a):

     The naming of nominee or vehicle companies is insufficient.  For a trust, the trustee(s), settlor and beneficiaries must be named.

N/A

(c) Name of offeror/offeree in relation to whose relevant securities this form relates:

     Use a separate form for each offeror/offeree

AGEAS SA/NV

(d) If an exempt fund manager connected with an offeror/offeree, state this and specify identity of offeror/offeree:

N/A

(e) Date position held/dealing undertaken:

     For an opening position disclosure, state the latest practicable date prior to the disclosure

14 March 2024

(f)  In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?

     If it is a cash offer or possible cash offer, state "N/A"

YES

DIRECT LINE INSURANCE GROUP PLC

 

2.         POSITIONS OF THE PERSON MAKING THE DISCLOSURE

 

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

 

(a)        Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates following the dealing (if any)

 

Class of relevant security:

Common Stock

ISIN BE0974264930

 

 

Interests

Short positions

 

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

984,061

0.52

3,990

0.00

(2) Cash-settled derivatives:

 

61,201

0.03

168,914

0.08

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

0

0.00

0

0.00

 

     TOTAL:

1,045,262

0.55

172,904

0.09

 

Class of relevant security:

Common Stock

ISIN US00844W2089

 

 

Interests

Short positions

 

Number

%

Number

%

(1) Relevant securities owned and/or controlled:

0

0.00

0

0.00

(2) Cash-settled derivatives:

 

0

0.00

0

0.00

(3) Stock-settled derivatives (including options) and agreements to purchase/sell:

0

0.00

0

0.00

 

     TOTAL:

0

0.00

0

0.00

 

All interests and all short positions should be disclosed.

 

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

 

(b)        Rights to subscribe for new securities (including directors' and other employee options)

 

Class of relevant security in relation to which subscription right exists:

N/A

Details, including nature of the rights concerned and relevant percentages:

N/A

 

 

3.         DEALINGS (IF ANY) BY THE PERSON MAKING THE DISCLOSURE

 

Where there have been dealings in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 3(a), (b), (c) or (d) (as appropriate) for each additional class of relevant security dealt in.

 

The currency of all prices and other monetary amounts should be stated.

 

(a)        Purchases and sales

 

Class of relevant security

Purchase/sale

 

Number of securities

Price per unit

Common

Buy Transaction

29

39.0700 EUR

Common

Buy Transaction

164

39.0800 EUR

Common

Buy Transaction

35

39.0900 EUR

Common

Buy Transaction

245

39.1000 EUR

Common

Buy Transaction

25

39.1100 EUR

Common

Buy Transaction

111

39.1200 EUR

Common

Buy Transaction

472

39.1300 EUR

Common

Buy Transaction

559

39.1400 EUR

Common

Buy Transaction

159

39.1500 EUR

Common

Buy Transaction

204

39.1600 EUR

Common

Buy Transaction

429

39.1700 EUR

Common

Buy Transaction

159

39.1800 EUR

Common

Buy Transaction

189

39.1900 EUR

Common

Buy Transaction

755

39.2000 EUR

Common

Buy Transaction

198

39.2050 EUR

Common

Buy Transaction

387

39.2100 EUR

Common

Buy Transaction

231

39.2200 EUR

Common

Buy Transaction

635

39.2300 EUR

Common

Buy Transaction

2

39.2350 EUR

Common

Buy Transaction

1,096

39.2400 EUR

Common

Buy Transaction

467

39.2500 EUR

Common

Buy Transaction

139

39.2600 EUR

Common

Buy Transaction

277

39.2650 EUR

Common

Buy Transaction

612

39.2700 EUR

Common

Buy Transaction

285

39.2750 EUR

Common

Buy Transaction

290

39.2800 EUR

Common

Buy Transaction

338

39.2900 EUR

Common

Buy Transaction

168

39.3000 EUR

Common

Buy Transaction

195

39.3100 EUR

Common

Buy Transaction

239

39.3150 EUR

Common

Buy Transaction

685

39.3200 EUR

Common

Buy Transaction

1,058

39.3300 EUR

Common

Buy Transaction

423

39.3400 EUR

Common

Buy Transaction

393

39.3500 EUR

Common

Buy Transaction

79

39.3550 EUR

Common

Buy Transaction

1,493

39.3600 EUR

Common

Buy Transaction

1,199

39.3700 EUR

Common

Buy Transaction

784

39.3800 EUR

Common

Buy Transaction

288

39.3900 EUR

Common

Buy Transaction

437

39.4000 EUR

Common

Buy Transaction

182

39.4100 EUR

Common

Buy Transaction

333

39.4200 EUR

Common

Buy Transaction

124

39.4300 EUR

Common

Buy Transaction

359

39.4400 EUR

Common

Buy Transaction

550

39.4500 EUR

Common

Buy Transaction

74

39.4600 EUR

Common

Buy Transaction

700

39.4700 EUR

Common

Buy Transaction

362

39.4800 EUR

Common

Buy Transaction

219

39.4850 EUR

Common

Buy Transaction

1,213

39.4900 EUR

Common

Buy Transaction

663

39.5000 EUR

Common

Buy Transaction

459

39.5100 EUR

Common

Buy Transaction

660

39.5200 EUR

Common

Buy Transaction

686

39.5300 EUR

Common

Buy Transaction

464

39.5400 EUR

Common

Buy Transaction

308

39.5500 EUR

Common

Buy Transaction

499

39.5600 EUR

Common

Buy Transaction

217

39.5800 EUR

Common

Buy Transaction

350

39.5900 EUR

Common

Buy Transaction

268

39.6000 EUR

Common

Buy Transaction

396

39.6100 EUR

Common

Buy Transaction

634

39.6200 EUR

Common

Buy Transaction

633

39.6300 EUR

Common

Buy Transaction

30

39.6400 EUR

Common

Buy Transaction

462

39.6500 EUR

Common

Buy Transaction

150

39.6600 EUR

Common

Buy Transaction

1

42.7650 USD

Common

Buy Transaction

25

43.5000 USD

Common

Sell Transaction

2

39.0700 EUR

Common

Sell Transaction

371

39.0800 EUR

Common

Sell Transaction

240

39.0900 EUR

Common

Sell Transaction

65

39.1000 EUR

Common

Sell Transaction

436

39.1100 EUR

Common

Sell Transaction

314

39.1200 EUR

Common

Sell Transaction

956

39.1300 EUR

Common

Sell Transaction

684

39.1400 EUR

Common

Sell Transaction

1,134

39.1500 EUR

Common

Sell Transaction

1,186

39.1600 EUR

Common

Sell Transaction

422

39.1700 EUR

Common

Sell Transaction

768

39.1800 EUR

Common

Sell Transaction

389

39.1900 EUR

Common

Sell Transaction

2,109

39.2000 EUR

Common

Sell Transaction

489

39.2100 EUR

Common

Sell Transaction

339

39.2200 EUR

Common

Sell Transaction

1,784

39.2261 EUR

Common

Sell Transaction

2,972

39.2263 EUR

Common

Sell Transaction

7,902

39.2270 EUR

Common

Sell Transaction

572

39.2300 EUR

Common

Sell Transaction

285

39.2400 EUR

Common

Sell Transaction

718

39.2500 EUR

Common

Sell Transaction

745

39.2600 EUR

Common

Sell Transaction

932

39.2700 EUR

Common

Sell Transaction

840

39.2800 EUR

Common

Sell Transaction

845

39.2900 EUR

Common

Sell Transaction

213

39.2989 EUR

Common

Sell Transaction

1,418

39.3000 EUR

Common

Sell Transaction

356

39.3002 EUR

Common

Sell Transaction

20

39.3050 EUR

Common

Sell Transaction

2,476

39.3100 EUR

Common

Sell Transaction

1,374

39.3200 EUR

Common

Sell Transaction

247

39.3281 EUR

Common

Sell Transaction

408

39.3281 EUR

Common

Sell Transaction

404

39.3300 EUR

Common

Sell Transaction

916

39.3339 EUR

Common

Sell Transaction

2,974

39.3400 EUR

Common

Sell Transaction

1,530

39.3439 EUR

Common

Sell Transaction

916

39.3445 EUR

Common

Sell Transaction

1,761

39.3500 EUR

Common

Sell Transaction

992

39.3600 EUR

Common

Sell Transaction

41,733

39.3635 EUR

Common

Sell Transaction

362

39.3700 EUR

Common

Sell Transaction

670

39.3723 EUR

Common

Sell Transaction

2,641

39.3800 EUR

Common

Sell Transaction

3,523

39.3818 EUR

Common

Sell Transaction

587

39.3900 EUR

Common

Sell Transaction

10,529

39.3906 EUR

Common

Sell Transaction

1,203

39.4000 EUR

Common

Sell Transaction

120

39.4050 EUR

Common

Sell Transaction

1,083

39.4100 EUR

Common

Sell Transaction

2,017

39.4166 EUR

Common

Sell Transaction

1,206

39.4168 EUR

Common

Sell Transaction

121

39.4200 EUR

Common

Sell Transaction

264

39.4300 EUR

Common

Sell Transaction

519

39.4400 EUR

Common

Sell Transaction

6,597

39.4403 EUR

Common

Sell Transaction

3,198

39.4482 EUR

Common

Sell Transaction

5,336

39.4483 EUR

Common

Sell Transaction

246

39.4500 EUR

Common

Sell Transaction

237

39.4600 EUR

Common

Sell Transaction

89

39.4700 EUR

Common

Sell Transaction

17,959

39.4719 EUR

Common

Sell Transaction

932

39.4800 EUR

Common

Sell Transaction

305

39.4900 EUR

Common

Sell Transaction

599

39.5000 EUR

Common

Sell Transaction

75

39.5200 EUR

Common

Sell Transaction

1,142

39.5300 EUR

Common

Sell Transaction

856

39.5400 EUR

Common

Sell Transaction

1,018

39.5500 EUR

Common

Sell Transaction

762

39.5600 EUR

Common

Sell Transaction

799

39.5700 EUR

Common

Sell Transaction

858

39.5800 EUR

Common

Sell Transaction

1,864

39.5900 EUR

Common

Sell Transaction

460

39.5950 EUR

Common

Sell Transaction

1,042

39.6000 EUR

Common

Sell Transaction

155

39.6055 EUR

Common

Sell Transaction

345

39.6100 EUR

Common

Sell Transaction

50

39.6106 EUR

Common

Sell Transaction

32

39.6112 EUR

Common

Sell Transaction

914

39.6200 EUR

Common

Sell Transaction

398

39.6300 EUR

Common

Sell Transaction

926

39.6400 EUR

Common

Sell Transaction

209

39.6500 EUR

Common

Sell Transaction

172

39.6600 EUR

Common

Sell Transaction

481

39.6700 EUR

Common

Sell Transaction

372

39.6800 EUR

Common

Sell Transaction

2

42.5650 USD

Common

Sell Transaction

126

43.6000 USD

 

(b)        Cash-settled derivative transactions

 

Class of relevant security

Product description

e.g. CFD

Nature of dealing

e.g. opening/closing a long/short position, increasing/reducing a long/short position

Number of reference securities

Price per unit

Common

CFD

Reducing short position

376

39.2088 EUR

Common

CFD

Reducing short position

508

39.2149 EUR

Common

CFD

Increasing short position

3,657

39.2300 EUR

Common

CFD

Increasing short position

14,485

39.2355 EUR

Common

CFD

Reducing short position

521

39.2801 EUR

Common

CFD

Increasing short position

13,506

39.2931 EUR

Common

CFD

Increasing short position

659

39.2994 EUR

Common

CFD

Increasing short position

313

39.3054 EUR

Common

CFD

Increasing short position

750

39.3167 EUR

Common

CFD

Reducing short position

704

39.3238 EUR

Common

CFD

Increasing short position

1,179

39.3296 EUR

Common

CFD

Increasing short position

188

39.3300 EUR

Common

CFD

Increasing short position

7,306

39.3332 EUR

Common

CFD

Reducing short position

455

39.3397 EUR

Common

CFD

Increasing short position

145

39.3403 EUR

Common

CFD

Increasing short position

1,516

39.3412 EUR

Common

CFD

Increasing short position

2,780

39.3432 EUR

Common

CFD

Reducing short position

3,970

39.3478 EUR

Common

CFD

Increasing short position

1,527

39.3496 EUR

Common

CFD

Reducing short position

1,383

39.3498 EUR

Common

CFD

Increasing short position

3,567

39.3599 EUR

Common

CFD

Increasing short position

598

39.3684 EUR

Common

CFD

Increasing short position

282

39.3700 EUR

Common

CFD

Increasing short position

32

39.3775 EUR

Common

CFD

Increasing short position

193

39.3841 EUR

Common

CFD

Increasing short position

439

39.3915 EUR

Common

CFD

Increasing short position

27

39.4000 EUR

Common

CFD

Increasing short position

968

39.4332 EUR

Common

CFD

Increasing short position

300

39.4368 EUR

Common

CFD

Reducing short position

32,580

39.4600 EUR

Common

CFD

Increasing short position

32,580

39.4600 EUR

Common

CFD

Increasing short position

18,484

39.4667 EUR

 

(c)        Stock-settled derivative transactions (including options)

 

(i)         Writing, selling, purchasing or varying

 

Class of relevant security

Product description e.g. call option

Writing, purchasing, selling, varying etc.

Number of securities to which option relates

Exercise price per unit

Type

e.g. American, European etc.

Expiry date

Option money paid/ received per unit

 

(ii)        Exercise

 

Class of relevant security

Product description

e.g. call option

Exercising/ exercised against

Number of securities

Exercise price per unit

 

(d)        Other dealings (including subscribing for new securities)

 

Class of relevant security

Nature of dealing

e.g. subscription, conversion

Details

Price per unit (if applicable)

 

 

 

 

 

 

 

4.         OTHER INFORMATION

 

(a)        Indemnity and other dealing arrangements

 

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the person making the disclosure and any party to the offer or any person acting in concert with a party to the offer:

Irrevocable commitments and letters of intent should not be included.  If there are no such agreements, arrangements or understandings, state "none"

 

None

 

 

(b)        Agreements, arrangements or understandings relating to options or derivatives

 

Details of any agreement, arrangement or understanding, formal or informal, between the person making the disclosure and any other person relating to:

(i)  the voting rights of any relevant securities under any option; or

(ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced:

If there are no such agreements, arrangements or understandings, state "none"

 

None

 

 

(c)        Attachments

 

Is a Supplemental Form 8 (Open Positions) attached?

NO

 

 

Date of disclosure:

15 March 2024

Contact name:

Paula Santos

Telephone number*:

020 7645 9700

 

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

 

The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on +44 (0)20 7638 0129.

 

*If the discloser is a natural person, a telephone number does not need to be included, provided contact information has been provided to the Panel's Market Surveillance Unit.

 

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk.

 

 

 

 

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